Older adults with cognitive impairment (CI) and multiple health conditions often need some degree of supportive care in addition to treatment for their diseases. One type of supportive care is palliative care. Palliative care is an individualized approach to care designed to meet the needs of people at all stages of progressive, life-limiting illness with the goals to improve quality of life and minimize caregiver burden. The emphasis of palliative care is on communication symptom management (both physical and psychological), and coordination of care. Understanding the palliative care needs of older adults with cognitive impairment (CI) at various stages along the disease trajectory is critical to understanding how to provide care for this population through acute care episodes. Although palliative care for persons with CI has been the focus of recent studies, little is known about the care of older persons with CI who experience an episode of acute illness. One possible option is the Transitional Care Model (TCM), an evidence-based, nurse-led model of care for older adults. The proposed study aims to describe the effect of palliative care needs and interventions, quality of life and caregiver burden among community dwelling older adults with CI and their family caregivers through an episode of acute illness. This proposed study will utilize data from the Hospital to Home: Cognitively Impaired Elders/Caregivers (R01AG023116-05; primary data collection completed July 2010). An expert panel will examine the electronic medical records of study participants that received the TCM intervention to determine specific palliative care interventions associated with palliative care needs. Data analyses will involve descriptive statistics, unadjusted bivariate analyses and adjusted multivariable analysis (logistic and generalized linear modeling). Secondary analysis of these data offers a value opportunity to better understand care coordination and palliative care for this population and to improve future care. The findings from this study will generate a profile of palliative care interventions to support the development of a competitive NIH R01 application to test a modified palliative care focused Transitional Care Model. Findings from this study have the potential to change existing palliative care practice for this priority population of at risk older adults with CI and their family caregivers.